HomeMy WebLinkAboutPROFESSIONAL SERVICES CONTRACT TO INTEGRATE AUD'S ENQUESTRA CUSTOMER BILLING SYSTEM WITH CITYWORKS AMS SOFTWARE TO COMPLETE PHASE II_ SYSTEMS & SOFTWARE, INC. (S&S) Contract No.:CQ-235
MASTER PROFESSIONAL SERVICES AGREEMENT
THIS MASTER PROFESSIONAL SERVICES AGREEMENT made as of the 9th day of
July , 2019(the"Effective Date").
BETWEEN:
Systems & Software,Inc. ("S&S")
- and-
City of Augusta,GA ("Customer")
WHEREAS:
a) The Customer wishes retain S&S to perform certain professional services as set out herein;
and
b) S&S has agreed to provide such services on the terms and conditions set out in this
Agreement.
NOW THEREFORE, in consideration of the mutual covenants set out in this Agreement and for
other good and valuable consideration (the receipt and sufficiency of which is hereby
acknowledged),the parties agree as follows:
1. Term. This Agreement shall commence on the Effective Date and shall continue for a
period of one(1) year(the "Initial Term"). Thereafter,this Agreement will automatically renew
for up to four(4) additional one(1)year periods (each a"Renewal Term"). The Initial Term and
the Renewal Terms shall collectively be referred to as the "Term".
2. Services.
a) Statement(s) of Work. The parties shall execute a Statement of Work for each project,
which shall be attached hereto as Schedule "A", Schedule "B", and so on as required by
Customer and agreed to by the parties. Each Statement of Work will be subject to the terms
and conditions of this Agreement. In the event of conflict between this Agreement and any
Statement of Work executed by the parties, the terms of this Agreement shall prevail.
b) S&S' Obligations. S&S shall use commercially reasonable efforts to provide the
professional services set out in the applicable Statement of Work(the "Services").
c) Customer's Obligations. To enable S&S to perform the Services, Customer agrees to
provide the following to S&S:
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Contract No.:CQ-235
i. Information relative to Customer's hardware and software required for S&S to
provide its Services;
ii. Access to and use of Customer's facilities, equipment, hardware and software
required by S&S to perform the Services;
iii. Personnel and assistance as is reasonably required to enable S&S to perform the
Services; and
iv. A representative with authority to approve the plans and deliverables described in
the applicable Statement of Work if so required.
d) Ownership. Customer may retain a PDF copy of any reports or other deliverables
provided by S&S to Customer as part of the Services ("Deliverables"), however S&S is
and shall remain the owner of all copyright, patents, trademarks, trade secrets and other
intellectual property rights.
3. Fees.
a) Fees. In consideration of providing the Services,Customer agrees to pay the fees set out in the
applicable Statement of Work(the"Fees")to S&S. Fees are subject to increase based on S&S's
then-prevailing policies,terms and fees related to pricing and hourly rates.
b) Invoices.During the term of this Agreement, S&S shall deliver invoices to Customer. Unless
otherwise stated in the applicable Statement of Work, each invoice delivered to Customer by
S&S shall be due and payable upon receipt thereof by Customer.
c) Taxes. The Fees are exclusive of taxes. Customer agrees to pay all applicable sales and
use taxes, if any(excluding taxes on S&S's net income) ("Taxes")unless it provides S&S
with a tax exemption certificate acceptable to the applicable taxing authorities.
4. Warranty
Warranty. S&S warrants that the Services will be performed in a professional and diligent
manner by personnel who are competent in performing their individual tasks.
DISCLAIMER. TO THE GREATEST EXTENT PERMITTED BY LAW, EXCEPT FOR THE
LIMITED WARRANTY PROVIDED IN SECTION 4(a), THE SERVICES ARE PROVIDED
TO THE CUSTOMER"AS IS"AND THERE ARE NO WARRANTIES,REPRESENTATIONS
OR CONDITIONS, EXPRESSED OR IMPLIED, WRITTEN OR ORAL, ARISING BY
STATUTE, OPERATION OF LAW, COURSE OF DEALING, USAGE OF TRADE OR
OTHERWISE,REGARDING THEM OR ANY OTHER PRODUCT,SERVICE OR MATERIAL
PROVIDED HEREUNDER OR IN CONNECTION HEREWITH.
S&S DISCLAIMS ANY IMPLIED WARRANTIES OR CONDITIONS REGARDING THE
SERVICES AND ANY MATERIALS PROVIDED HEREUNDER OR IN CONNECTION
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HEREWITH, INCLUDING,BUT NOT LIMITED TO,WARRANTIES OF MERCHANTABLE
QUALITY, MERCHANTABILITY, DURABILITY, FITNESS FOR A PARTICULAR
PURPOSE, TITLE OR NON-INFRINGEMENT.
S&S DOES NOT REPRESENT OR WARRANT THAT THE SERVICES SHALL MEET ANY
OR ALL OF THE CUSTOMER'S PARTICULAR REQUIREMENTS. NO AGREEMENTS
VARYING OR EXTENDING ANY EXPRESS WARRANTIES SET FORTH IN THIS
AGREEMENT SHALL BE BINDING ON EITHER PARTY UNLESS IN WRITING AND
SIGNED BY AN AUTHORIZED SIGNING OFFICER OF S&S.
5. Termination
a) Termination. This Agreement may be terminated as follows:
i. In addition to any other rights and remedies available to it,either party may immediately
terminate this Agreement in the event of material breach by the other party of its
obligations and that breach is not cured within thirty(30)days of receipt of written notice
to that effect;
ii. Either party may terminate this Agreement effective immediately upon written notice to
the other party if the other party: (i)becomes insolvent; (ii)becomes the subject of any
proceeding under any bankruptcy, insolvency or liquidation law, whether domestic or
foreign, and whether voluntary or involuntary, which is not resolved favorably to the
subject party within ninety(90)days of commencement thereof;or(iii)becomes subject
to property seizure under court order, court injunction or other court order which has a
material adverse effect on its ability to perform hereunder.
iii. Customer may terminate the contract in whole or in part for its convenience upon
ninety(90) days written notice to S&S.
b) Effects of Termination. In the event of termination of this Agreement Customer shall
immediately pay all outstanding Fees and other amounts owing to S&S under this
Agreement; and
6. Limitation of Liability
TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW, S&S, ITS
AFFILIATES, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS,
EMPLOYEES AND SHAREHOLDERS' ENTIRE LIABILITY AND CUSTOMER'S
EXCLUSIVE REMEDY WITH RESPECT TO THE SERVICES AND ANY OTHER
PRODUCTS, MATERIALS SUPPLIED BY S&S IN CONNECTION WITH THIS
AGREEMENT FOR DAMAGES FOR ANY CAUSE AND REGARDLESS OF THE CAUSE
OF ACTION, WHETHER IN CONTRACT OR IN TORT, INCLUDING FUNDAMENTAL
BREACH,NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, SHALL NOT EXCEED IN
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THE AGGREGATE AN AMOUNT THAT IS EQUAL TO THE FEES PAID TO S&S BY
CUSTOMER PURSUANT TO THE RELEVANT STATEMENT OF WORK.
IN NO EVENT SHALL S&S, ITS AFFILIATES AND EACH OF THEIR RESPECTIVE
DIRECTORS, OFFICERS, EMPLOYEES AND SHAREHOLDERS, BE LIABLE FOR ANY •
CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE, OR SPECIAL
DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO FOR LOST REVENUE
OR LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF DATA, FAILURE TO REALIZE
EXPECTED SAVINGS,OR COST OF SUBSTITUTE GOODS OR SERVICES ARISING OUT
OF OR IN CONNECTION WITH THIS AGREEMENT,EVEN IF IT HAS BEEN ADVISED OF
THE LIKELIHOOD OF THE OCCURRENCE OF SUCH LOSS OR DAMAGE OR SUCH LOSS
OR DAMAGE IS FORSEEABLE AND NOTWITHSTANDING ANY FAILURE OF
ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
Confidential Information
a) Definition. Each party acknowledges that it may receive Confidential Information from the
other party or otherwise in connection with this Agreement. "Confidential Information"means
all information or material that the disclosing party treats as confidential and any information
relating to third parties that the disclosing party has an obligation to treat as confidential,which
is disclosed by or obtained by a party in connection with this Agreement, whether such
information is in oral,written,graphic or electronic form,which: is(A)marked"Confidential,"
"Restricted,"or"Proprietary Information"or other similar marking,(B)known by the parties to
be considered confidential or proprietary, or (C)which should be known or understood to be
confidential or proprietary by an individual exercising reasonable commercial judgment in the
circumstances. Confidential Information does not include information to the extent that such
information: (i)is or becomes generally known to the public by any means other than a breach
of the obligations of a receiving party hereunder;(ii)was previously known to the receiving party
as evidenced by its written records; (iii)is rightly received by the receiving party from a third
party who is not under an obligation of confidentiality;or(iv)is independently developed by the
receiving party without reference to or use of the other party's Confidential Information which
such independent development can be established by evidence that would be acceptable to a
court of competent jurisdiction. S&S acknowledges that Customer's obligations under this
section are subject to Georgia Open Records Act. For the sake of clarity, S&S's Software
contain proprietary products and trade secrets of S&S. Accordingly, Customer agrees to treat
the Software as Confidential Information in accordance with this section and shall be exempt
from disclosure. Other S&S Confidential Information shall be treated as confidential by
Customer to the full extent permissible under Georgia Open Records Act.
b) Confidentiality Obligations. Each of the parties agrees, except to the extent required by law,
including the Georgia Open Records Act:
i. to maintain the Confidential Information of the other party in confidence and to take all
reasonable steps, which shall be no less than those steps it takes to protect its own
confidential and proprietary information, to protect the Confidential Information of the
other party from unauthorized use,disclosure,copying or publication;
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Contract No.:CQ-235
ii. not to use the Confidential Information of the other party other than in the course of
exercising its rights or performing its obligations under this Agreement;
iii. not to disclose or release such Confidential Information except to the extent required by
applicable law or during the course of or in connection with any litigation,arbitration or
other proceeding based upon or in connection with the subject matter of this Agreement,
provided that the receiving party shall first give reasonable notice to the disclosing party
prior to such disclosure so that the disclosing party may obtain a protective order or
equivalent and provided that the receiving party shall comply with any such protective
order or equivalent;
iv. not to disclose or release such Confidential Information to any third person without the
prior written consent of the disclosing party, except for authorized employees or agents
of the receiving party who have a need to know such information for the purpose of
performance under this Agreement and exercising its rights under this Agreement, and
who are bound by confidentiality obligations at least as protective of the disclosing
party's Confidential Information as this Agreement;and
v. to take such actions as may be reasonably necessary to enforce its agreements with its
employees and agents,including commencing legal proceedings.
8. General
a) Mediation. The parties agree to submit any claim, controversy or dispute arising out of or
relating to this Agreement or the relationship created by this Agreement to non-binding
mediation before bringing a claim,controversy or dispute in a court or before any other tribunal.
The mediation is to be conducted by either an individual mediator or a mediator appointed by
mediation services mutually agreeable to the parties. Such mediator shall be knowledgeable in
software system agreements.The mediation shall take place at a time and location which is also
mutually agreeable; provided; however, in no event shall the mediation occur later than ninety
(90) days after either party notifies the other of its desire to have a dispute be placed before a
mediator. The costs and expenses of mediation, including compensation and expenses of the
mediator(and except for the attorney's fees incurred by either party),is to be shared by the parties
equally. If the parties are unable to resolve the claim,controversy or dispute within ninety(90)
days after the date either party provides the other notice of mediation,then either party may bring
and initiate a legal proceeding to resolve the claim,controversy or dispute unless the time period
is extended by a written agreement of the parties. Nothing in this Section shall inhibit a party's
right to seek injunctive relief at any time.
b) Notice. Any notice required or permitted to be given to any party to this Agreement shall
be given in writing and shall be delivered personally, or mailed by prepaid registered post
or courier to the appropriate address set out below. Any such notice shall be conclusively
deemed to have been given and received on the day on which it is delivered or transmitted,
if personally delivered or,if mailed,on the third business day following the date of mailing,
and addressed, in the case of S&S,to:
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Contract No.:CQ-235
Systems& Software,Inc.,
10 E Allen Street, Suite 201, Winooski,VT 05404
Attention: Cameron Mahbubian, Executive Vice President
Telephone: (802) 865-1170
and in the case of Customer, to:
Customer
Attention:
Telephone:
Each party may change its particulars respecting notice,by issuing notice to the other party
in the manner described in this Section 7(b).
c) Assignment. Neither party may assign any of its rights or duties under this Agreement
without the prior written consent of the other party, such consent not to be unreasonably
withheld, except that either party may assign to an affiliate of such party or to successor
entity in the event of its dissolution,acquisition,sale of substantially all of its assets,merger
or other change in legal status. The Agreement shall inure to the benefit of and be binding
upon the parties to this Agreement and their respective successors and permitted assigns.
d) Entire Agreement. This Agreement shall constitute the entire agreement between the
parties hereto with respect to the matters covered herein. No other understandings,
agreements, representations, warranties or other matters, oral or written, purportedly
agreed to or represented by or on behalf of S&S by any of its employees or agents, or
contained in any sales materials or brochures, shall be deemed to bind the parties hereto
with respect to the subject matter hereof. Customer acknowledges that it is entering into
this Agreement solely on the basis of the representations contained herein. The terms of
this Agreement may not be changed except by an amendment signed by an authorized
representative of each party. No provisions in any purchase orders, or in any other
documentation employed by or on behalf of the Customer in connection with this
Agreement, regardless of the date of such documentation, will affect the terms of this
Agreement,even if such document is accepted by S&S,with such provisions being deemed
deleted.
e) Governing Law. This Agreement shall be governed by the laws of the State of Georgia,
USA. This Agreement excludes that body of law applicable to choice of law,the Uniform
Commercial Code and the United Nations Convention on Contracts for the International
Sale of Goods (UNCCISG and any legislation implementing such Convention), if
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Contract No.:CQ-235
otherwise applicable. S&S consent to venue in the Superior Court of Richmond County,
Georgia.
f) Trial by Jury.
Customer and S&S hereby waive, to the fullest extent permitted by applicable law, the
right to trial by jury in any action, proceeding or counterclaim filed by any party, whether
in contract, tort or otherwise, relating directly or indirectly to this Agreement or any acts
or omissions of S&S in connection therewith or contemplated thereby.
g) Severability. The invalidity or unenforceability of any provision or covenant contained in
this Agreement shall not affect the validity or enforceability of any other provision or
covenant herein contained and any such invalid provision or covenant shall be deemed
modified to the extent necessary in order to render such provision valid and enforceable; if
such provision may not be so saved,it shall be severed and the remainder of this Agreement
shall remain in full force and effect.
h) Waiver. No waiver of any breach of any provision of this Agreement shall constitute a
waiver of any prior, concurrent, or subsequent breach of the same or any other provisions
hereof,and no waiver shall be effective unless made in writing and signed by an authorized
representative of the waiving party.
i) Counterparts. This Agreement may be executed in counterparts(whether by facsimile or
PDF signature or otherwise), each of which when so executed shall constitute an original
and all of which together shall constitute one and the same instrument.
j) Relationship. The parties are and shall at all times remain, independent contractors in the
performance of this Agreement and nothing herein shall be deemed to create a joint
venture, partnership or agency relationship between the parties. Neither party will have
the power to bind the other party or to contract in the name of or create any liability against
the other party in any way for any purpose. Neither party will be responsible for the acts
or defaults of the other party or of those for whom the other party is in law responsible.
k) Allocation of Risk. Customer acknowledges that the limited warranties, disclaimers and
limitations of liability contained in this Agreement are fundamental elements of the basis
of bargain between Customer and S&S and set forth an allocation of risk reflected in the
fees and payments due hereunder.
1) Force Majeure. No default, delay or failure to perform on the part of S&S shall be
considered a breach of this Agreement where such default,delay or failure is due to a force
majeure or to circumstances beyond its control. Such circumstances will include, without
limitation, strikes, riots, civil disturbances, actions or inactions concerning government
authorities, epidemics, war, terrorist acts, embargoes, severe weather, fire, earthquakes,
acts of God or the public enemy or default of a common carrier or other disasters or events.
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Contract No.:CQ-235
m) Survival. The following sections and articles shall survive the termination or expiration
of this Agreement: Sections 2(c),3,4,5(b),6-8 and any other provisions which are required
to ensure that the parties fully exercise their rights and obligations hereunder.
[Signatures on Following Page]
IN WITNESS WHEREOF the parties hereto have duly executed this Agreement to be effective
as of the Effective Date.
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Contract No.:CQ-235
SYSTEMS& SOFTWARE,INC.
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Name: Dana Lendorf-McCarthy
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Contract No.:CQ-235
SCHEDULE "A"
Statement of Work and Fees
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Augusta Utilities Department
Augusta, GA
enQuesta Cityworks Integration
Proposal & Pricing
July 9, 2019
Systems
&Software
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Change Record
Date Version Description Author
4/15/2019 1.0 Initial Draft Michael Lamontagne
4/15/2019 1.1 Minor edit Michael Lamontagne
4/18/2019 1.2 Removed GIS requirements Michael Lamontagne
7/9/2019 1.3 Minor edits Michael Lamontagne
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Contents
Executive Summary 4
Introduction 4
Project Objectives 4
Summary Pricing 4
Project Management 5
Project 5
Time Management 6
Resource Management 6
Change Control Management 7
enQuesta Product and Process Configuration 8
Business Requirements Document 8
Environment 8
Development 9
Integration Points 9
Analysis and Mapping 9
API 9
Provisioning 9
Data changes through Database SQL Error! Bookmark not defined.
Testing & Training 10
Core Team 10
Unit testing 10
Simulation Testing 10
End User Training 10
Document Deliverables 11
Project&Communication Plan 11
Business Requirements Document 11
Mapping and Integration document 11
Simulation Plan 11
Training Guide 11
Assumptions 12
Engagement Pricing 13
Contract Summary 13
enQuesta Detail Pricing 13
Payment Schedule 14
MAINTENANCE 16
Maintenance—Newly implemented enQuesta Software 16
Contract Acceptance 16
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EXECUTIVE SUMMARY
Introduction
The Augusta Water Utilities (Augusta) and Systems & Software, Inc. (S&S) have agreed
to engage in the integration between enQuesta and Cityworks through a third Party integrator
Woolpert. S&S will be deploying its licensed field order system API to be used to achieve this
real time integration.
Project Objectives
The objective is to move Augusta field service functions to be real time utilizing
Cityworks to perform field service order completions. Allow enQuesta Users to see the real time
status of a service order such as en-route, or onsite. Real time work force management
changes many of the current standard non-real time business processes for the Utility. Related
enQuesta business processes and field service orders will be reviewed and modified as required
to adhere to have real time completion.
Summary Pricing
DESCRIPTION TO AL
Software Licerbse Total 30,.90
4' al Service Total. $156 80.00
Travel e , r , -'oses estimated ated $1 730.o.ii
Annual.Ye.. Mairftenance ST0500.00
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PROJECT MANAGEMENT
Project
S&S' project management methodology incorporates a structured project implementation
process that defines the required steps to successfully and efficiently implement the enQuesta
integration with Cityworks field order service. S&S' project management methodology ensures that a
standard progression of research, information exchange, and actions for the joint Customer and S&S
team is executed over the course of the project. Together, the Customer's and S&S' Project Team
represent the project implementation team. S&S' Project Manager and the Customer's Project Manager
will work closely to ensure that project dates and activities are reasonable,that the necessary resources
II'I
from each side are scheduled and that internal communication, within the respective organizations, is
clear.
For S&S tasks,the S&S Project Manager is responsible for the overall execution of the formal
Project Plan and for adheringto the Communication Plan. The Communication Plan details the
frequency of joint Project Team meetings and status reports as well as specifies the Change
Management and Issue Resolution processes.
The S&S PM will create and update a project schedule on a monthly basis and submit it to the
Customer PM(s) for review and approval. Regular Project Team meetings will be held weekly via
conference call.
The S&S PM is responsible for ensuring the day-to-day activities for S&S are being carried out
in a manner consistent with defined project objectives, industry standards and contractual obligations.
The Customer PM's are responsible for ensuring the Utility's day-to-day to-da activities are being
carried out in a manner consistent with defined project objectives, industrystandards and contractual
obligations.
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Time Management
Time Management is the process of estimating, scheduling and tracking project activities. The
enQuesta overall project schedule will be managed by the S&S Project Manager to ensure that the
project is delivered in a timely manner. All the critical path items will be managed closely by the S&S
PM and will work with the Customer PM(s) in their respective areas of responsibility.
Resource Management
Resource Management is the responsibility of both the S&S PM and the Customer PM(s). Each
PM is responsible for the oversight and management of the project team members from their respective
organizations which may include employees, contracted consultants and vendors.
The S&S PM will manage S&S resources including all of its subcontractors; the Customer
PM's will manage Customer resources, independent contractor for Q&A, and third party vendors.
At no time shall S&S become involved with the oversight or scheduling of Customer resources
or the Customer's third party vendors.
It is the responsibility of each PM to ensure proper resources are available as scheduled in the
project plan. This includes, but is not limited to, attendance in training sessions, team meetings, and
conference calls, as well as participation in analysis, testing, and all other project activities.
Changes to the project timeline or the project plan that are due solely to the Customer and/or
the Customer's third party vendors may result in a change of scope and be subject to Change Control
Plan procedures.
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Changes to the project timeline or the project schedule that are due solely to S&S and/or the
S&S subcontractors may result in a change of scope and be subject to Change Control Plan procedures.
Change Control Management
Change Management is the process whereby out of scope requests or requirements are
documented, analyzed, assessed for impact on the project and submitted for approval on mutually
agreed upon Change Management Control.
The Customer Project Managers will initiate an S&S Change Request Form(see Appendix B—
Change request Form) which commences the Change Management process. The initial Change
Request will be delivered to the S&S PM for consideration of the following: any possible resolution
plans,resource requirements, impact to schedule, proposed timeline, and cost.
For all approved changes, the S&S PM will update the project schedule with the additional
scope of work including project tasks, durations, and assigned resources. These tasks will then be
managed as part of the overall project.
S&S may suggest that some Change Requests be managed outside the scope of the original
implementation. This project decision will require the mutual agreement of the parties.
For those Change Requests that have financial ramifications, Payment Milestones will be
reviewed and suggested modifications proposed by the S&S PM. Such proposed Payment Milestone
changes shall be subject to the approval of the Customer.
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ENQUESTA PRODUCT AND PROCESS CONFIGURATION
Business Requirements Document
S&S was onsite in March of 2019, to perform analysis of what would be in scope so this
proposal could be drafted. The Business Requirements Document (BRD), a project deliverable, was
established to be used for the integration.This effort has been removed from this proposal and the BRD
is appendix A to this proposal.
Environment
The Augusta Train environment will be used to perform product configuration and testing
performed by S&S and the City of Augusta.A train copy will be scheduled once the project is underway
and will be updated once more before simulation and solution acceptance is performed and once the
solution is Live in production the normal train copy frequency can be re-established.
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DEVELOPMENT
Integration Points
The initial integration point for enQuesta is the N-Service BUS that will be installed by
WoolPert as part of the integration.
Analysis and Mapping
It is required that a Mapping session occur to capture all fields that are required to be passed
between enQuesta and the N-Service BUS from WoolPert. All work orders identified in the BRD will
be required to be reviewed to ensure all fields are captured to ensure they are included in the mapping
deliverable document.
API
The S&S field order service API, which is a SOAP method clearly defining a Web Service
Definition Language(WSDL) identifying all available methods, has been passed to Woolpert so they
can begin programming from the N-Service Bus to enQuesta. S&S requires the API methods from
WoolPert so S&S can review and program to communicate to the N-Service BUS. The method
preferred by Woolpert is REST API. The onsite mapping trip will also cover all technical topics and
results in a project deliverable jointly identifying the functional integration to be programmed.
Provisioning
No provisioning will be required for this project. Only work orders created in enQuesta will be
passed to Cityworks to be worked. Cityworks will not have the ability to select an account and create
an order in Cityworks which will then be created in enQuesta.
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TESTING & TRAINING
Core Team
The City of Augusta will assign a Core Team that will be the group of individuals who, when
called upon, will make decisions and represents the different business areas of the City of Augusta as
it relates to this project. The Core Team will be trained and provided any options that exist where
decisions are required. The Core Team will approve the business process changes prior to simulation
and end user training.
Unit testing
Unit testing is the practice where many different items are tested not in a specific order to ensure
functionality of the product is correct.
Simulation Testing
Simulation testing is the practice that the Core Team tests the entire solution end to end to
ensure a day in the life is fully achieved and all processes are executed as they relate to the project.
End User Training
S&S will perform a 4 hour block of training for end users no more than 15 per class room per
class. A matrix for user training will be supplied by the City of Augusta. The trainer will only be onsite
for 1 week so any Augusta personnel not available to be trained that week will require training by the
Core Team. A total of 6 sessions will occur which can accommodate up to 15 per session totaling 90
enQuesta users.
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DOCUMENT DELIVERABLES
Project & Communication Plan
A document that contains a list of Tasks and deliverables with anticipated dates of start and
completion so the project can account for critical tasks that effect changes in project dates. This
document also contains a section which details the frequency of joint Project Team meetings and status
reports as well as specifies the Change Management and Issue Resolution processes.
Business Requirements Document
A document drafting the new and changes current business processes as a result of this proposal.
See Appendix A.
Mapping and Integration document
A joint document with Woolpert to identify all data elements and functional requirements
between enQuesta and Cityworks.
Simulation Plan
A document that outlines the steps and functional areas that are required to be tested
and approved before deploying solution to production. A sign off is required as a result of the
completion of onsite simulation.
Training Guide
An electronic copy only of the topics and changes to be used to train the end Users.
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ASSUMPTIONS
• The current Train environment will be used to configure and test the new integration.
• The enQuesta real time integration point will be to a service BUS deployed by Woolpert. All
error communication outside of enQuesta will be handled by the City with the service BUS.
• The City's ESRI database will be used to provide the latitude and longitude to Cityworks for
location identification. The enQuesta system will not need to store or maintain the meter
duringtheonsite meeting.
coordinates on the CMTR record as originally discussed o s
9 Y9
City of Augusta - enQuesta Cityworks Integration Pricing & Payment Schedule
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ENGAGEMENT PRICING
Contract Summary
All contracted Software, Hardware and Services will be quoted and provided on a Fixed Fee
basis. Travel expenses are estimated here for budgetary purposes but will be billed as incurred.
The proposed scope of this project is defined in the Cityworks Interface to enQuesta Statement
of Work. Additional services (including Travel & Expenses) required due to out-of-scope work
will be quoted and billed on a time & materials basis at the then current rate charged by S&S.
enQuesta Detail Pricing
Augusta enQuesta integration with Citiworks Detail Pricing
Description Price
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Pro'ect Mana:ement $58,500
DULIS .&.:. JaU11'ii.i,ci r.s.riYi.i.
Professional Services $9,750
Develo.ment $9,750
enQuesta Con uration&Business Unit Testin:&Connectiv with vendors
Professional Services $5,850
Develo.ment $1,950
Autovoid Setu. $4,290
Testin &Trainin
Professional Services Onsite simulation $9,750
End User Trainin.Pre.and Onsite deny $9,750
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City of Augusta — enQuesta Cityworks Integration Pricing & Payment Schedule
Page 13 of 16 Proprietary and Confidential to Systems &Software, Inc. 07/09/19
Payment Schedule
Project Deliverables Professional services License Payment Amount NOTE
Contract Signing $9,828.00 $30,000.00 $39,828.00 TBD
Completion of onsite $14,742.00 $14,742.00 TBD
Analysis
Delivery of code to Train $14,742.00 $14,742.00 TBD
Completion of Onsite Core $19,656.00 $19,656.00 TBD
Team Training
Completion of Simulation $14,742.00 $14,742.00 TBD
Go-Live $14,742.00 $14,742.00 TBD
Remote support 30 days $9828,00 $9,828.00 TBD
post Go-Live
SUB-TOTAL $98,280.00 $30,000.00 $128,280.00 Excl. PM,Travel&Maintenance
Project Management Professional services License Payment Amount NOTE
Deliverables
Installment 1 $14,625.00 $14,625.00 at contract signing
Installment 2 $14,625.00 $14,625.00 start of Month 4
Installment 3 $14,625.00 $14,625.00 start of Month 7
Installment 4 $14,625.00 $14,625.00 Start of Month 10
SUB-TOTAL $58,500.00 $0.00 $58,500.00
SUMMARY PRICE $156,780.00 $30,000.00 $186,780.00
SUB-TOTAL Maintenance $7,500.00 Due at contract signing
Travel Expenses
(not to exceed) $14,000.00 Estimated
Travel Hours $2,730.00 Estimated
SUB-TOTAL Travel $16,730.00 Billed as incurred
NOTES:
- Annual Maintenance for enQuesta remains in effect as per 2019 S&S Support Agreement.
- Invoicing will occur upon completion of events described above
- Travel expenses will be billed as they are incurred. Client shall reimburse S&S for:
City of Augusta — enQuesta Cityworks Integration Pricing & Payment Schedule
Page 14 of 16 Proprietary and Confidential to Systems & Software, Inc. 07/09/19
o Direct travel expenses including, but not limited to hotel, airfare, car rental,
tolls, parking and airline and travel agent fees
o Travel time for each on-site resource which will be billed at 50% of the
current standard rate/hour
o The standard rate for 2019 is $195.00/hour as a result the rate at which
travel time will be billed in 2019 is $97.50/hour
o A per diem rate of $65.00 for week days and a $110.00 for weekends and
statutory holidays that includes all meal, food and telecommunications
expenses (no receipts will be provided).
o Per Diem rates will periodically be revised at the discretion of our parent
company. When that occurs the rates referenced above of $65.00/weekday
and $110.00/weekend day may be increased accordingly.
o A mileage charge based on the current Internal Revenue Service
recommended rate per mile
o All other reasonable expenses incurred in the performance of S&Sts duties
including courier services and documentation copying or production.
- Contract signing deliverable is payable upon receipt of the signed contract by S&S - All
other amounts are due within 30 days from the date deliverable is completed
- Additional services outside the scope of this project will be billed monthly on a time &
materials basis at the then current rate charged by S&S
- Quotation is valid until June 28th.
City of Augusta - enQuesta Cityworks Integration Pricing & Payment Schedule
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MAINTENANCE
Maintenance — Newly implemented enQuesta Software
Maintenance on new enQuesta Software is due on signing of this agreement. The maintenance will be billed
on a prorated basis from signing until your next renewal date. The schedule above depicts a full year of
maintenance.
Contract Acceptance
Please provide an authorized signature to sign off on this quotation, and a technical contact where S&S
should be directing technical issues, if applicable.
Print Name (Authorized Contact) Signature Date
Name (Technical Contact) email Date
Systems & Software appreciates the opportunity to be of continued service.
Please sign, date, and return an original or faxed copy of this document, to Systems & Software, fax
802-865-1171, Attention: Michael Lamontagne.
Thank you.
Sincerely,
Michael Lamontagne
Systems and Software
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